Make Me Over
by jlbassmaster
Summary: Blaine decides to give Sam a makeover for the senior presidential debate, but they end up slightly distracted. Rated M. Gay content. BLAM fandom.


**Make Me Over**

_Author's Notes: While Sory is my absolute number one ship, one true pairing, I have recently decided Blam is my secondary ship. Ever since season 4 started this Sam/Blaine bromance, I have seen just how hot they could be together. This is basically a pure smut fic, so if gay smut bothers you, read something else. It does contain unprotected sex, which I tend to discourage for non-committed couples, but for the sake of smutty writing, I disregard such things :P I also wanna dedicate this one to TVTime since he supported me in writing this and has also been working so hard on beta-ing my upcoming True Blood/Glee crossover. So buddy, this is for you! Oh and I got an awesome cover now thanks to Cymon, who also did covers for TVTime's fics!_

**Beta Credit: **TVTime

**Cover Credit: **Cymon

Blaine stared up at the bulletin board in the elective hallway. There had to be at least twenty different sign up sheets for various clubs and events, including glee club. He had been debating on finding something to do in the afternoons glee didn't meet since Kurt was away in New York. Kurt hadn't been the most attentive since leaving, either. He had begun ignoring calls, not returning text messages, and not returning e-mails. When he finally got around to sending a reply, they were short.

_Come on, Blaine, there has to be something you can do to pass the time. Out of all these clubs there has to be a club or two that looks fun. _He took out a pen from his pocket and started to examine sheet after sheet. _This is _my_ senior year. I only get one. Why shouldn't I make it the best one ever? Maybe I'll sign up for a bunch of stuff and see what I like._

Blaine started to pick random clubs and signed his name to them. Superhero Sidekicks club. Sewing club. Advanced Dungeons and Dragons. Cooking Club. Poetry in Motion Club. The list went on. It was overkill, but nothing was set in stone; he could quit any one he didn't like. He couldn't help but let his eyes be drawn to one sign up sheet in particular. His pen drifted up to the top of the bulletin board where a picture of the head of Principal Figgins was pasted on top of an Uncle Sam figure, the words "McKinley High Needs You!" written in multicolored crayons. As soon as pen touched paper, he heard the voice of fellow glee club member, Brittany Pierce.

"What do you think you're doing, Blaine Warbler?" she asked in an almost accusatory tone, her arms crossed in front of her chest.

The former Warbler smiled, always amused that Brittany never bothered to learn his last name. "I'm running for senior class president," he stated happily. Brittany's face fell in shock as hers was the only other name on the sheet.

Sam walked down the hall, his feelings slightly hurt that Brittany hadn't asked him to run with her as vice president. Instead, she had chosen Artie. When he asked her about it, she explained that there was a possibility that running as a pair might affect their relationship as friends, and she had no desire to do that. It made sense to Sam, but it still made him a little sad.

"Hey, why the long face, Sam?" Blaine asked as his friend approached.

"Nothing. I'm okay, don't worry about me," Sam fibbed. Before Blaine could argue, Artie and Brittany came up to them, a determined look on both of their faces.

Artie smugly informed the pair that he was Brittany's running mate, and as such, Blaine needed one as well. Without the consent of either teenager, Brittany had declared she wanted Sam to run opposite her with Blaine.

"Uh, are you sure that's a good idea?" Blaine asked skeptically. Sam was his friend, but he hadn't proven himself to be the brightest when it came to politics or school policies.

"Yes, it's just fine," Artie said. "Now you two need to get ready. The debate is this Thursday in the auditorium. I've prepared a list of possible questions that may be asked so that we are all on even ground. It's up to you to come up with your own responses," Artie said, handing over a sheet of paper. "See you gentleman at the debate." With that, he wheeled away, Brittany following close behind him.

Confused, Sam leaned down next to Blaine's ear. "What's a debate?" he whispered. Thankfully Sam couldn't see Blaine's face as he rolled his eyes. It would take a miracle for the pair to win now.

"What are we doing in here?" Sam asked, puzzled. Blaine had brought him into the large dressing room they often used for glee club. Costume pieces and props were strewn about, but what caught his attention was the clothing rack with numerous dress shirts, slacks, blazers and ties hanging on it. Underneath were several pairs of dress shoes.

"If you're going to be my running mate, you have to look the part, Sam. Last time I checked, your formal wear wasn't exactly, well….formal," Blaine replied, shutting the door and locking it. He didn't want someone to walk in and see Sam in various states of undress while he tried on outfits.

Sam hung his head. "It's not my fault I don't have any suits. Can't really afford a lot of formal wear."

Blaine's eyes softened, realizing he had been incredibly rude to his friend. "I'm sorry, Sam, I didn't mean that. I didn't think before I spoke."

Sam simply shrugged. "It's okay. So…do you want me to pick out a suit from the rack?"

It was Blaine's turn to smile. "Yeah, but I don't know how well they will fit you. I kind of guessed on your size when I was going through the closet. My dad looks like he's about the same size, so I raided his collection. We'll need to find a good match for you."

"Okay. You're the boss, just tell me what you need me to do," the blonde said, his demeanor lightening up. "Just don't make me wear pink, okay? I look really bad in pink."

"Okay, no pink. Deal. Now let's see…" Blaine started to sift through the clothes on the rack, scrunching up his face as he tried to decide. "Here, try this one," he finally said, taking a light blue shirt.

Sam held up the shirt and examined it. It looked to be about his size. Thinking nothing of it, he took off his shirt, setting his tee and hoodie on the table.

_Oh damn, he looks so hot. I never really get to actually look at him like this. I have an excuse now. I'm trying to give him a professional makeover. It won't be weird if I stare a little. I mean, who wouldn't? Those muscles, those pecs, his hard abs. I wish I had a body like that._ Blaine couldn't help but moisten his lips as he watched his friend pull the dress shirt on, buttoning the front.

"How's it look?" Sam asked, staring into a mirror.

_It looked better off of you,_ Blaine thought. "It looks a little loose on you. Let's try a different one. _Anything to get that shirt off again_.

The blonde casually unbuttoned the shirt and handed it to Blaine to hang back up. The brunette passed him another shirt—a white one this time. It fit a little more snugly, but not too bad. "This one?"

"That looks better. It fits your arms just right. Too bad you can't go shirtless, we'd get all the votes right there," Blaine joked. _Oh my god, did I just say that out loud?_

_He's staring. I wonder if he's serious. I mean, I was a stripper, it's not like I should be shy. Besides, this is Blaine. He's my bro. He isn't thinking about me that way. He's just in deep thought it looks like._ Sam laughed, not wanting the moment to be awkward. His friend was right though, ten to one if he did go on stage without a shirt, they would get at least all the female votes.

"Okay, we'll use that one. Now time to find some pants," Blaine stated. He swallowed back his nervousness as he gave his next direction. "Uh, you're gonna have to take off your pants so you can try some on. I won't stare or anything, I promise."

Sam smirked at the teen. "You've seen me in the shower, do you think I'm worried? You're my bro, I trust you," Sam said. He wasted no time in dropping his jeans and setting those aside as well.

Despite his declaration to not stare at Sam in his boxer briefs, Blaine couldn't help himself. True, he had seen him in the showers, but never had he had the chance to really observe him this way. His eyes traveled up the tightly corded legs with their thin layer of blonde hair, right onto his crotch. He couldn't help but notice the bulge in his friend's underwear. He wasn't hard, but it was obvious Sam was packing.

Blaine handed over a pair of pants, which Sam quickly put on. "Are these okay?" he asked.

"Uh huh," Blaine managed. "I think that'll be just fine. Uh take them off so we can keep them from getting wrinkled." As Sam began to lower the pants, Blaine's eyes lost control and stared directly at his friend.

"Blaine? Hey, Earth to Blaine, come in Blaine," Sam teased, waving his hand in front of the former Warbler. "Yoo hoo, you in there buddy?"

The brunette shook his head quickly, trying to refocus his attention on something other than Sam's half-naked body. He then noticed that Sam's thick lips started to turn up in a devious smile.

"I caught you, Blaine. You were staring," Sam said, his grin spreading. "You were focused on my crotch," he added, bringing his hand in front of himself, placing it right over his package.

"Oh my god, I am so sorry Sam! I didn't mean to look! I wasn't even really paying attention! I was zoned out," Blaine flooded. His cheeks were a dark rose color, panic setting in.

Sam began to slowly caress himself. His bulge began to grow as his hand massaged his bulge. Blaine could see the swell in Sam's underwear as the boy began to tease him.

"Don't worry about it. I mean, you're gay, and I've got a nice body according to the girls, so of course you wanna watch me," the blonde stated. Blaine was shaking inside, his nerves on edge as if preparing for flight or fight.

_He isn't mad. That's weird, I mean he should be furious I was looking at him that way but he isn't,_ Blaine thought. "You sure you're okay? I really am sorry."

Sam closed the distance between them, standing all of a foot away. He grabbed Blaine's hand and placed it over his crotch, Blaine's palm rubbing against Sam's hardened organ.

"What are you doing?" Blaine protested half-heartedly. "Sam, you aren't gay, remember?"

Sam smiled again. "Truth is, Blaine, I don't know what I am. Remember Rory Flanagan?

"Yeah, what about him?"

"Well uh, last year we kind of did some…experimenting. Over Christmas break when he stayed at my house, we shared a bed, and somehow it just…happened. Even after that we got together a few more times, but nothing serious," Sam explained, his cheeks flushing. "I haven't told anyone that. Not just because I don't want people to know, but Rory doesn't want anyone to know either."

Blaine scratched his head and laughed. "It doesn't surprise me, honestly. The kid was perpetually horny. Poor guy, all he wanted was a, what did he call it? Snog? After Brittany turned him down, he probably would take any attention he could get."

Sam grinned. "My gain. I mean, it was the first time either of us had ever done anything with a guy. Well, with anyone for him. It just happened and we liked it, so we took care of each other on occasion. Once school started back up we kind of kept our distance out in public. Didn't wanna chance anyone finding out, but when nobody was looking, sometimes we'd find some place to go and make out, and other stuff." He closed his eyes and sighed at the memories.

"Did you like each other?" Blaine asked curiously.

"Not like that. We were friends. With benefits. But now he's gone back to Ireland. I have to find a new bro. Thing is, Blaine, you're my best friend now, and I'm kind of confused on what I want these days. I have been noticing guys more and it kinda freaks me out. I thought Rory was the exception, just a physical thing, but now I dunno."

"Well, if you need help deciding, I'd be more than happy," Blaine said. "As your friend, I want to help you find yourself. It can be difficult, and I'm willing to do whatever I can to be a good friend." In response, Sam leaned forward and planted his soft lips on Blaine's. Blaine tasted like fruity chapstick and mint compared to Sam's plain cherry.

Blaine was shocked by Sam's sudden action despite the suggestion he had just insinuated. He didn't think Sam would actually take him up on it. He let the boy kiss him, their tongues wrestling for control. Blaine kept his hand on Sam's clothed hard-on and used his other to start caressing the boy's back, wanting to encourage him to keep going.

"Sorry, didn't mean to-" Sam began, backing away a little.

"Don't be sorry. Just kiss me some more," the brunette said, pulling Samcloser by his waist. Their lips met again, their kisses hungry and sensual.

This time when they stopped, Sam's eyes roved up and down Blaine's body, observing him from his feet up to his face. "Can you uh… will you take off some of your clothes?" Sam asked shyly. He felt weird asking the question even though they had just finished assaulting each other's mouths.

Blaine responded by unfastening his bowtie and letting it fall to the floor. He unbuttoned his polo shirt and pulled it over his head, revealing his bare chest. It was smooth, though not naturally so. Blaine shaved more for Kurt than himself. Kurt preferred the hairless look. Blushing slightly, he kicked off his shoes and dropped his pants to the floor, tossing them away so that both boys stood there in their underwear—Sam in boxer briefs and Blaine in extremely short trunks.

The former Warbler had already stiffened in his underwear, the bulge not quite as large as Sam's but still considerable. Reapproaching his friend, Sam kissed Blaine again, running his hands on the other teen's chest, pausing to tweak his small nipples before massaging his abs.

"Am I okay? I mean, do you find me…attractive?" Blaine asked nervously.

"Oh yes. Very. Your body is toned just right. That was one thing Rory was missing. He wasn't really toned or anything. Just slim but no definition. His beautiful face made up for it though. But you, Blaine? You have the complete package," Sam replied, his lips in a slight grin.

Blaine returned the smile and sucked in his breath when he felt Sam's hand slip beneath his trunks and grip his leaking cock. "Oh god! I didn't think that was coming!"

"That and more, my friend. Are you okay with that? Letting me explore I mean. I want to try new things with you, things Rory wouldn't do," Sam asked, lust in his eyes.

"I'm willing to explore whatever you want, Sam. Some of it's new to me, too. Kurt wasn't exactly skilled in bed. He didn't even masturbate until we had sex. He's so finicky and was afraid cum might ruin his hands. The most we ever really did was I sucked his dick, made him cum, and then jerked myself off. I guess you can't even really call that sex then."

The blonde shook his head. "No, that's not sex. That's blowing him and jerking off. I want to do more than that. A lot more."

With a smile, Blaine crouched down onto his knees, his thumbs under the waistband of Sam's underwear. Staring into his beautiful green eyes, Blaine slid them down, revealing his friend's large erection.

"Wow, it's bigger than I thought. Seeing it soft is nothing compared to this," Blaine observed. Still looking up at Sam, he leaned forward and slowly put his mouth around the thick piece of meat. Sam moaned as Blaine began to suck him, wrapping his lips around Sam's shaft, jerking him off simply with suction.

"Wait, stop, I don't wanna cum yet," Sam said, pushing Blaine's head back slightly. Blaine smiled, licking the tip of the throbbing cock one more time before standing up to kiss his friend again.

Returning Blaine's grin, Sam got down on his knees as well, hooking his fingers into Blaine's waistband and removing his underwear the same way. Blaine's cock stood at attention, sticky precum covering the head. He noticed that the brunette kept his balls and pubic region entirely shaved except for one small patch above his cock. He hadn't paid attention to it before, but the smooth sack felt good when it hit Sam's chin.

Blaine threw his head back, moaning louder than Sam had as the thick-lipped teen began to work his own magic. Sam was a little more vigorous, wrapping his hand around Blaine's cock and jerking him off while he sucked him. When Blaine got close, he stopped him, pulling Sam back up for more kissing.

The two teens pressed their bodies together, their cocks trapped between their abs as they kissed, precum leaking between them. Blaine wrapped his arms around Sam's neck as if he were afraid the blonde was going to pull back from him. Kurt had never been this passionate, and Blaine desperately did not want it to stop.

Sam on the other hand simply reveled in the sensations running through his body. His dick rubbing up against Blaine's, their nipples tickling each other's chests. His hands gripped the brunette's ass and squeezed, massaging the tight flesh.

"How far do you want to take this?" Sam whispered into Blaine's ear. He nibbled on the boy's neck as he waited for the answer.

Blaine breathed heavily, the playful nips tickling in an erotic way he hadn't experienced before. "All the way, Sam. I want you to take me all the way," he sighed.

"You want me to fuck you? Have you ever done that before?" the other senior asked with a look of concern on his face.

The former Warbler smiled. "Yeah, I want you to fuck me. I've never done it. Kurt thought it was gross. But Sam, you don't think that, do you?"

"Not at all! I want to feel it. I want to feel your tight ass while I kiss you," Sam replied with a smirk. "I want to fuck you Blaine, but I want you to know this isn't us becoming an item. I want to fuck you, but as my friend."

Blaine knew that was the situation. He had no fantasies that Sam would want more than that. Sam still identified as straight and didn't seem ready to face the idea of bisexuality. It would have been great to be with Sam, especially because Sam was attentive, romantic, and a lot of other things Kurt was not. For now, he would have to settle for what Sam was willing to offer.

"I know. Friends with benefits. Like you and Rory were, except I want to go all the way. I want to do it, Sam. I want you to take my virginity, because I know you'll do it right," Blaine finally said. He smiled reassuringly, not wanting to give Sam any reason to doubt his decision.

"I uh, I never did this before either. Should I just push you back and—"

"Oh god no! You gotta loosen me up a bit first! We need lube, too. I just so happen to keep a tube of KY in my bag, just in case," Blaine interrupted. "I'll get it while you clear that table off."

Sam shrugged and turned around to clear the small table of clothing and props. Not one to waste time, he simply shoved it all into the floor, out of the way. Blaine turned back around from his bag and laughed at the sight. "Remind me to never ask you to clean my bedroom," the dark-haired teen joked.

"If we're in your bedroom, I'd be doing a lot more than cleaning it. Now how's this gonna work?" Sam asked, completely clueless.

"I've seen enough porn to know you gotta finger me a bit first. Loosen me up so it won't hurt so bad. You've fingered girls before, right? It's the same concept. Just be gentler," Blaine replied. He hopped up onto the edge of the table and laid back, pulling his legs up to his chest, revealing his most intimate of places.

The blonde teenager couldn't help but stare at the sight before him. Blaine in such a vulnerable state, anxious and waiting for him. Sam took the tube of KY and squirted it on his finger, getting it nice and slick. He pressed it against Blaine's perfectly shaved opening, waiting for permission to take it further.

"Go ahead. Go easy, little bit at a time," Blaine instructed. He took a deep breath and waited for the sensation he knew was coming. He may have technically been a virgin, but he had penetrated himself with his fingers many times.

The lube was slightly cold at first, but quickly heated up as the blonde teen pressed his finger inside, past the other boy's ring of muscle. Blaine grunted, but Sam simply rubbed his belly. "It's okay, buddy. Just tell me what you want me to do. If it hurts too much, I'll stop."

"Wiggle your finger around, see if you can feel my—" Blaine stopped the moment he felt Sam's finger brush against his prostate. "That's it, right there! Keep rubbing that spot!"

Suddenly intrigued by this reaction, Sam did as told and continued to rub the hard walnut inside, sending Blaine into moans and contractions.

"Add another finger," Blaine said softly. Sam slid his finger out and lubed up another. Very slowly he pressed against the other teen's hole until it gave way enough to let him in. He sought out that special spot again, knowing when he had hit it by the look of pure pleasure on his friend's face.

After a third finger, Blaine was ready. "You gotta go real slow. You loosened me up but it's still big. Lube up real good and then just slowly press."

Sam nodded and leaned forward, kissing his friend. "Tell me how you want me every step of the way, okay?"

Taking the tube of KY again, Sam slathered up his thick cock until it was nice and slick. He let it brush up against the tender opening he would very soon be sliding himself into.

"Go ahead. Slow!"

Nervously, Sam pressed against the tight muscle, taking care not to let himself thrust in too deep. The head popped in and he stopped, waiting for Blaine to adjust. When he saw the look of approval on his friend's face, he slid in a little deeper. Before Sam knew it, he was buried to the hilt inside his best friend.

"Just wait a sec. When I'm ready, pull back a bit and then thrust back in. You can go faster every few times. Just read my face to know what's okay," the brunette instructed. He could see apprehension in Sam's face. He pulled him down and kissed the blonde, whispering to him. "I'm okay. I want this. You want this. We're gonna do this together."

Sam smiled and pulled back halfway, then slid himself all the way back in. Blaine let out a quiet whimper when Sam's hard on hit the right spot. He repeated the process several times, speeding up a little bit every few thrusts. He found it easier and easier as the tight opening adjusted to the size of Sam's dick going in and out.

"Faster!" Blaine ordered. Obliging him, Sam sped up, reading the looks on the teen's face. All he saw was pure pleasure and ecstasy. Blaine was chewing his bottom lip, whimpering and moaning as he was impaled repeatedly.

"Let's change up," Sam suggested. Blaine hopped off the table and then bent over it, his chest against the tabletop, the cool wood tickling his nipples. Without hesitation, Sam lined himself up again and penetrated him balls deep. The sudden thrust made Blaine's toes curl, the teen wondering if he would even be able to last.

Sam leaned down to whisper to his friend. "I love this. I'm gonna fuck you so hard you'll beg me to stop," he said. Sam didn't usually do a lot of dirty talk, but his primal instincts took over and spoke for him. "Damn I love your ass!"

"Fuck me Sam! Fuck me real good!" Blaine mumbled, his face flat against the table. Needing no more encouragement, Sam did just that. He slammed himself in, over and over again. His hands clutching Blaine's hips, keeping him in place. The sensations were intensifying dramatically. Both teens knew they wouldn't last much longer.

"I think I'm gonna cum, Sam!" Blaine exclaimed. He reached down and began to touch himself, stroking in rhythm with Sam's thrusting. Without further warning, he was spraying the floor with his seed, letting out moans that were much louder than was safe. He cried out Sam's name as wave after wave of orgasm hit him.

"I'm close, too," Sam stammered, never stopping his thrusting. "Yeah, I'm gonna cum real soon!"

"Fill me up," Blaine ordered, breathless. "I want you to cum inside me. I want to know what it feels like."

Sam didn't need any further urging as he picked up the pace more than he thought possible, bringing him over the edge. He slammed into Blaine with all his might, feeling his orgasm blasting from his balls all the way out into his friend's sacred place. His toes curled even though he was standing and for a moment Sam thought he might fall.

Sated and tired, Sam laid on top of Blaine's back, catching his breath, his softening organ sliding out, his cum dripping all over the floor.

"That was intense," Blaine said, breaking the silence. "It was amazing."

"Yeah it was. Never felt anything so good. I'm glad it was you. You made me feel so comfortable," Sam added, standing up. He helped Blaine back onto his feet and then pulled him close for a kiss.

"We better clean this mess up before anyone finds out. I could use something to drink, too. What about you?" the brunette asked. Sam said nothing but merely kissed him again, holding their bodies tightly together.

"A drink and a snack are definitely in order," the blonde replied, gathering his clothes off the floor.

Blaine smiled. "Maybe next time I can do that for you. I wanna know how it feels from that end, too." He playfully slapped Sam on the butt, verifying what he meant.

"I dunno about that. Not sure I'm ready to take it up the ass yet," Sam responded, holding his hands up in defense.

"No, you have to feel it! Feel that awesome sensation of a hard dick slamming inside, hitting that spot over and over again. I can't describe it; there's nothing like it," Blaine tried to explain. He gathered his own clothes from the floor and started to get dressed.

The teens tidied up the room, wiping loads of cum off the floor and returning the items to the table that Sam had tossed to the wayside. When everything was back in order, they got ready to leave. Before he opened the door, however, Sam had one last thing to say.

"I tell you what. If we win this election, I'll let you fuck me. I'll need your help, but I'll do it."

"You do realize we're a shoe in for this, right?" Blaine asked skeptically. His gaze turned up to Sam's eyes, the teen's lips in a tight grin.

"Yep. I guess I better start getting my ass some practice before you get your prize."

They said nothing else, turning out the lights and leaving the room. They both knew they would be returning to this same room within the next day, this time with Sam offering up his virgin hole for his best friend to take for himself. Sam was scared, but the excitement and anticipation was enough to keep him hard until the main event.


End file.
